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Provided by: FDC International Hotels Corporation
SEQ_NO 2 Date of announcement 2022/03/03 Time of announcement 15:51:19
Subject
 Board of Directors approved the convening of
the 2022 Annual Shareholders' Meeting (Method of
Convening the Meeting: Hybrid Shareholders' Meeting)
Date of events 2022/03/03 To which item it meets paragraph 17
Statement
1.Date of the board of directors' resolution:2022/03/03
2.Shareholders meeting date:2022/05/27
3.Shareholders meeting location:
  6F. No. 66 Wugong Rd. Xinzhuang Dist. New Taipei City
  (Gala de Chine Xinzhuang Jingguan)
4.Cause for convening the meeting (1)Reported matters:
  (a) To report the business performance of 2021
  (b) Audit Committee's review report
  (c) To report Convertible Bond Issuance Status
  (d) To report Secured Corporate Bond Issuance Status
  (e) Amendments on part of Rules of Procedure for Board of Directors
      Meetings
  (f) Amendments on part of Corporate Governance Best Practice Principles
  (g) Amendments on part of Sustainable Development Best Practice Principles
  (h) Amendments on part of The Adoption of Codes of Ethical Conduct
5.Cause for convening the meeting (2)Acknowledged matters:
  (a) Business Report and Financial Statements of 2021
  (b) Loss make-up proposal of 2021
  (c) Plan to change funds usage plan for 2021 capital raising
6.Cause for convening the meeting (3)Matters for Discussion:
  (a) Cash dividends distributed from capital surplus to shareholders
  (b) Amendments on part of Articles of Incorporation
  (c) Amendments on part of Rules of Procedure for Shareholders Meetings
  (d) Amendments on part of Procedures for Election of Directors
  (e) Amendments on part of Procedures for Acquisition or
      Disposal of Fixed Assets.
7.Cause for convening the meeting (4)Election matters: NA
8.Cause for convening the meeting (5)Other Proposals: NA
9.Cause for convening the meeting (6)Extemporary Motions: NA
10.Book closure starting date:2022/03/29
11.Book closure ending date:2022/05/27
12.Any other matters that need to be specified:
   (a)The duration to receive any proposal for the 2022 annual
      shareholders' meeting shall be from March 14, 2022 to
      March 24, 2022.
   (b)The duration to adopt electronic voting for the 2022 annual
      shareholders' meeting shall be from April 27, 2022 to
      May 24, 2022.
   (C)Conversion of the first issue of domestic unsecured
      convertible corporate bonds shall be suspended during book
      closure period(2022/03/29~2022/05/27).
   (d)Relevant matters for convening hybrid shareholders' meetings:
      i. Hybrid shareholders' meetings will be convened in accordance
      with Article 172-2 paragraph 3 of the Company Act and Chapter II-2
      of the preannouncement of the draft amendments to the Regulations
      Governing the Administration of Shareholder Services of Public
      Companies. The Company will comply with the forthcoming official
      announcement to the regulations.
      ii. The Company will use the e-Meeting Platform by the Taiwan
      Depository & Clearing Corporation (TDCC) for this year's
      shareholders' meeting. Any organization using the e-Meeting
      Platform are required to be in line with TDCC's operating
      guidelines, Frequently Asked Questions(FAQ) and instructions, as
      well as all other relevant documents. Please visit the TDCC website
      for more information. (https://www.tdcc.com.tw/portal/
      zh/page/show/402897967d841dba017e8eea7fc5009c)
      iii. Shareholders who choose to attend shareholders' meetings
      virtually will be deemed as having attended in person.
      iv. Shareholders, solicitors, or proxy agents who intend to
      participate virtually should, starting from 2022/04/27, complete
      registrations and sign-ups on the TDCC Stockvote
      (https://www.stockvote.com.tw/evote/index.html) two days
      prior to the date of their shareholders' meeting (before 2022/05/24).
      Participants will check in, watch a live stream of the meeting, text
      questions, and cast their votes at shareholders' meetings.
      v. Shareholders, solicitors, or proxy agents who have registered
      for attending shareholders' meetings virtually but intend to attend
      physically should withdraw their registration in the same way they
      have made the registration two days prior to the date of
      shareholders' meetings. Participants who fail to withdraw
      their registration by the said deadline can only attend virtually.
      vi. Shareholders who have exercised their voting right via written
      or electronic means but intend to attend shareholders' meetings
      virtually should withdraw their declaration of intent in the same
      way they have exercised their voting right two days prior to the
      date of shareholders' meetings. If participants fail to withdraw
      their declaration of intent by the said deadline, only the ballots
      cast via written or electronic means will count.
      vii. Shareholders who attend shareholders' meetings virtually
      and do not withdraw their declaration of intent after exercising
      their voting right via written or electronic means can only
      exercise their proposing and voting rights regarding extempore
      motions. They cannot vote on the original meeting proposals
      and the amendments to the content of the original meeting
      proposals, or propose to amend the content of the original
      meeting proposals
      viii. Shareholders who have appointed proxy agents to attend
      shareholders' meetings are not allowed to attend themselves,
      except for relevant provisions stipulated in the Regulations
      Governing the Administration of Shareholder Services of Public
      Companies or the Company Act. Shareholders whose Power of
      Attorney (POA) has arrived at the Company to state that they
      have appointed proxy agents to attend shareholders' meetings
      but later intend to attend shareholders' meetings virtually
      should notify the Company to withdraw their appointment in
      writing two days prior to the date of shareholders' meetings.
      If participants fail to withdraw their appointment by the said
      deadline, only the ballots cast by their proxy agents will count.
      ix. In the event that the e-Meeting Platform fails or
      shareholders have difficulty attending virtually, before the
      chairperson announces the commencement of shareholders' meetings
      or during the meetings, due to force majeure events, companies
      should check the total shares of shareholders that have attended.
      If the total shares do not reach the legally required number
      for resolutions in shareholders' meetings after deducting the
      shares of shareholders that attend virtually, then the meetings
      should be adjourned. The Company will postpone or reconvene
      their meeting on 2022/05/30 at the same location(9am in at 6F.,
      6F. No. 66 Wugong Rd. Xinzhuang Dist. New Taipei City.)
      Shareholders who have been listed on the shareholder register
      by the book closure date are entitled to attend shareholders'
      meetings. The Company will not resend the meeting notice.
      x. In the event that the said shareholders' meetings are to
      be postponed or reconvened, the Company will issue a Significant
      Announcement onto the Market Observation Post System (MOPS).
      xi. For matters not covered, please refer to the Regulations
      Governing the Administration of Shareholder Services of
      Public Companies and related regulations.

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FDC International Hotels Corporation published this content on 03 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 03 March 2022 07:59:02 UTC.